S. MURALIDHAR, J.

1. Lalea Trading Limited (‘LTL’), Cyprus has filed the present petition under Section 9 of the Arbitration and Conciliation Act, 1996 (‘Act’) seeking certain interim reliefs against the Respondents arising out of a Share Subscription Agreement (‘SSA’) dated 26th June 2008, a Share Holders Agreement (‘SHA’) dated 26th June 2008, an Exit Agreement (‘EA’) dated 12th July 2010 and a Share Purchase Agreement (‘SPA’) dated 12th July 2010 entered into between the parties.

Background Facts

2. It must be mentioned at this stage that in the SSA the parties are described as LTL, Anant Raj Industries Ltd. and Anant Raj Projects Private Limited. In the memo of parties, Respondent No.1 has been described as Anantraj Projects Pvt. Ltd. and Respondent No.2 as Anantraj Industries Pvt. Ltd. However, both in its reply and in the affidavit in support thereof Respondent No.1 describes itself as Anant Raj Projects Ltd. (‘ARPL’). That is how it is shown in the cause title in the first page of the petition. Likewise both in its reply and in the affidavit in support thereof Respondent No.2 describes itself as Anant Raj Industries Ltd. (‘ARIL’). Consequently, for the purposes of the present case, Respondent No.1 is hereinafter referred to as ARPL and Respondent No.2 as ARIL.

3. ARPL is the owner of immovable property at 67, Industrial Area, Najafgarh Road, Kirti Nagar, New Delhi (hereinafter referred to as ‘the project land’). The 100% share capital of ARPL was, prior to the execution of the SSA, held by AIPL which has its registered office in Haryana. The project land had been transferred by AIPL to ARPL for a total sale consideration of Rs.216.32 crores. The sale consideration was paid by ARPL to AIPL by allotment of 4,50,000 equity shares of face value of Rs.10 each at an aggregate premium of Rs.5.20 crores; 20 lakh Optionally Convertible Redeemable Preference Shares (‘OCRPS’) of Rs.10 each at par in ARPL. The balance amount of Rs.208.67 crores was recorded as a loan due by ARPL to AIPL.

4. Around January/February 2008, ARPL and AIPL through an international private consultant named DTZ International Property Advisers Private Limited, India approached LTL with a proposal to invest in the said project of ARPL which was in the process of developing a retail mall (‘mall’) on the project land. Pursuant thereto the SSA was entered into between the parties on 26th June 2008 whereby LTL agreed to subscribe to equity shares representing 26% of the total working share capital of ARPL.

5. In terms of the SSA, LTL was to hold 26% of the total working share capital of ARPL, and Compulsorily Convertible Preference Shares (‘CCPS’) and fully convertible debentures (‘FCD’) in accordance with the SSA. It is stated that by way of the said SSA, the arrangement of the Foreign Direct Investment (‘FDI’) by LTL in ARPL was arrived in terms of Press Note 2 of 2005 issued by the Department of Industrial Policy and Promotion, Government of India.

6. Under Clause 2.3 of the SSA, LTL was required to transfer a sum of Rs.216.38 crores in two tranches:

“(i) INR 37,59,45,900 towards subscription of investor FCD and

(ii) INR 178,78,54,100 towards subscription on Investor equity shares and CCPS.”

7. Under Clause 2.4 of the SSA, ARPL was to allot LTL:

“(i) 1,75,676 equity shares of Rs.10 each at a premium of Rs.2025.40 per equity share,

(ii) 7,02,703 CCPS of Rs.10 each at a premium of 2025.40 per CCPS and,

(iii) 37,59,459 FCD of Rs.100 each.”

8. LTL states that it infused funds in ARPL as under:

9. Pursuant to the allotment of the above instruments in favour of LTL by ARPL, the following was the share holding pattern of ARPL:

10. Simultaneous with the execution of the SSA, the parties entered into the SHA containing specific representations and warranties given by both ARPL and ARIL. In the SHA, LTL was defined as an ‘Investor’, ARPL as ‘Company’ and ARIL as such. The equity shareholding of the Investor and ARIL was at all times to be maintain